FORM 4 [X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * ZELL SAMUEL 2. Issuer Name and Ticker or Trading Symbol ANIXTER INTERNATIONAL INC [ AXE ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)         (First)         (Middle)
TWO NORTH RIVERSIDE PLAZA, SUITE 600
3. Date of Earliest Transaction (MM/DD/YYYY)
6/22/2020
(Street)
CHICAGO, IL 60606
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 6/22/2020    D    95374 (2) D  (3)(4) 0  D   
Common Stock  6/22/2020    D    14666  D  (3) 0  I  By Trust (5)
Common Stock  6/22/2020    D    1329432  D  (3) 0  I  By Samstock/SZRT, L.L.C. (6)
Common Stock  6/22/2020    D    526277  D  (3) 0  I  By KMJZ Investments, L.L.C. (7)(8)
Common Stock  6/22/2020    D    55587  D  (3) 0  I  By Samstock/Alpha, L.L.C. (7)(9)
Common Stock  6/22/2020    D    362147  D  (3) 0  I  By Samstock/SIT, L.L.C. (7)(10)
Common Stock  6/22/2020    D    55588  D  (3) 0  I  By Samstock/ZFT, L.L.C. (7)(11)
Common Stock  6/22/2020    D    28700  D  (3) 0  I  By SZ Intervivos QTIP Trust (7)(12)
Common Stock  6/22/2020    D    1000  D  (3) 0  I  In Trust by spouse (7)(13)
Common Stock  6/22/2020    D    40000  D  (3) 0  I  By KZ 2007 Holdings, L.L.C. (7)(14)
Common Stock  6/22/2020    D    40000  D  (3) 0  I  By MZ 2007 Holdings, L.L.C. (7)(15)
Common Stock  6/22/2020    D    40000  D  (3) 0  I  By JZ 2007 Holdings, L.L.C. (7)(16)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  On June 22, 2020, Anixter International, Inc. (the "Issuer") was acquired by WESCO International, Inc. ("WESCO") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 10, 2020, by and among the Issuer, WESCO and Warrior Merger Sub, Inc., a wholly owned subsidiary of WESCO (the "Merger").
(2)  Includes 95,374 restricted common stock units.
(3)  Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock (subject to limited exceptions) converted into the right to receive (i) $72.82 in cash, without interest, as adjusted pursuant to the Merger Agreement (the "Cash Consideration"), (ii) 0.2397 shares of common stock of WESCO (the "Common Stock Consideration") and (iii) 0.6356 depositary shares (the "Preferred Stock Consideration"), each representing a 1/1,000th interest in a share of newly issued fixed-rate reset cumulative perpetual WESCO preferred stock, Series A, $25,000 stated amount per whole preferred share (the "WESCO Series A Preferred Stock" and, collectively with the Cash Consideration and the Common Stock Consideration, the "Merger Consideration").
(4)  Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted common stock unit granted prior to January 10, 2020 became fully vested (in the case of any performance-based restricted stock units, with the level of achievement of performance-based vesting criteria measured in accordance with the terms of the applicable award agreement) and was cancelled in exchange for the right to receive, in consideration of and in full settlement thereof, in respect of each share of Issuer common stock underlying such award, a cash payment (without interest) equal to the value of the Merger Consideration. Each outstanding restricted common stock unit granted on or after January 10, 2020 was converted into a cash-settled WESCO phantom stock unit.
(5)  These shares of Common Stock are beneficially owned by Samuel Zell Revocable Trust, an Illinois revocable trust of which Mr. Zell is the beneficiary and sole trustee ("Zell Trust").
(6)  Samstock/SZRT, L.L.C. is a Delaware limited liability company whose sole member is Zell Trust. Mr. Zell is the sole trustee and beneficiary of Zell Trust.
(7)  Mr. Zell disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Zell is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(8)  KMJZ Investments, L.L.C., a Delaware limited liability company, is owned by various trusts established for the benefit of Mr. Zell and members of his family (collectively, the "Zell Family"). The trustee of such trusts is Chai Trust Company, L.L.C., an Illinois limited liability company ("Chai Trust"). Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares.
(9)  Samstock/Alpha, L.L.C. is a Delaware limited liability company whose sole member is a partnership owned by various trusts established for the benefit of the Zell Family, the trustee of which is Chai Trust. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares.
(10)  Samstock/SIT, L.L.C. is a Delaware limited liability company whose sole member is a trust established for the benefit of the Zell Family, the trustee of which is Chai Trust. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares.
(11)  Samstock/ZFT, L.L.C. is a Delaware limited liability whose sole member is a partnership owned by various trusts established for the benefit of the Zell Family, the trustee of which is Chai Trust. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares.
(12)  SZ Intervivos QTIP Trust is a trust organized in Illinois established for the benefit of the Zell Family and the Zell Family Foundation. The trustee of SZ Intervivos QTIP Trust is Chai Trust. Mr. Zell is not an officer or director of Chai Trust and does not have voting or dispositive power over such shares.
(13)  These shares of Common Stock are owned by the Helen Zell Revocable Trust ("HZRT"). Mr. Zell's spouse, Helen Zell, is the trustee of HZRT.
(14)  KZ 2007 Holdings, L.L.C. is a Delaware limited liability company ("KZ Holdings") whose sole member is KZ 2007 Trust, a trust organized in Illinois ("KZ Trust"). Chai Trust is the trustee of KZ Trust. In such capacity, Chai Trust may be deemed to beneficially own the shares Common Stock held directly by KZ Holdings.
(15)  MZ 2007 Holdings, L.L.C. is a Delaware limited liability company ("MZ Holdings") whose sole member is MZ 2007 Trust, a trust organized in Illinois ("MZ Trust"). Chai Trust is the trustee of MZ Trust. In such capacity, Chai Trust may be deemed to beneficially own the shares Common Stock held directly by MZ Holdings.
(16)  JZ 2007 Holdings, L.L.C. is a Delaware limited liability company ("JZ Holdings") whose sole member is JZ 2007 Trust, a trust organized in Illinois ("JZ Trust"). Chai Trust is the trustee of JZ Trust. In such capacity, Chai Trust may be deemed to beneficially own the shares Common Stock held directly by JZ Holdings.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ZELL SAMUEL
TWO NORTH RIVERSIDE PLAZA
SUITE 600
CHICAGO, IL 60606
X



Signatures
Michele Nelson, by power of attorney 6/23/2020
**Signature of Reporting Person Date
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